SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549
                               ___________________

                                   FORM 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                               __________________

                       FOR QUARTER ENDED DECEMBER 31, 2002
                           COMMISSION FILE NO. 0-30689
                                               -------

                        ROCKY MOUNTAIN ENERGY CORPORATION
               (Exact name of registrant as specified in charter)

          NEVADA                                          90-0031918
--------------------------------------------------------------------------------
(State or other jurisdiction                  (IRS Employer Identification No.)
     of incorporation)

333 NORTH SAM HOUSTON PARKWAY E., SUITE 910
HOUSTON, TEXAS                                               77060
--------------------------------------------------------------------------------
(Address of principal                                    (Postal Code)
executive offices)

       Registrant's telephone number, including area code:  (281) 448-6500
                                                            --------------

                         EMISSION CONTROL DEVICES, INC.
                         ------------------------------
                    (Former Name, Former Address and Former
                   Fiscal Year, if Changed Since Last Report)

As of January 31, 2002 there were 61,690,604 shares of the common stock, $0.001
      ----------------            ----------
par value, of the registrant issued and outstanding.

Transitional Small Business Disclosure Format (check one)

YES      NO X
   ---     ---


<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
              (FORMERLY KNOWN AS EMISSIONS CONTROL DEVICES, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

FEBRUARY 14, 2003

                                      INDEX


PART I.     FINANCIAL INFORMATION                                       Page No.
                                                                        --------

  Item 1.   Financial Statements.............................................  2
  ------


  Item 2.   Management's Discussion and Analysis and Plan of Operation....... 13
  ------

PART II.    OTHER INFORMATION

SIGNATURES................................................................... 23


                                        i
<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                                   FORM 10-QSB
                                DECEMBER 31, 2002


PART I  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS



                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
                                   __________



              UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED DECEMBER 31, 2002




<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
                                TABLE OF CONTENTS
                                   __________



                                                                            PAGE
                                                                            ----
Unaudited Consolidated Condensed Financial Statements:

  Consolidated Condensed Balance Sheet as of September 30,
    2002 and December 31, 2002 (Unaudited)                                     4

  Unaudited Consolidated Condensed Statement of Operations
    for the three months ended December 31, 2002 and for the
    period from inception, May 10, 2002, to December 31, 2002                  5

  Unaudited Consolidated Condensed Statement of Stockholders'
    Deficit for the three months ended December 31, 2002                       6

  Unaudited Consolidated Condensed Statement of Cash Flows
    for the three months ended December 31, 2002 and
    for the period from inception, May 10, 2002, to
    December 31, 2002                                                          7

Notes to Unaudited Consolidated Condensed Financial Statements.                8


                                  Page 3 of 27
<PAGE>
<TABLE>
<CAPTION>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                    DECEMBER 31, 2002 AND SEPTEMBER 30, 2002
                                   __________


                                                            DECEMBER 31,    SEPTEMBER 30,
                                                                2002            2002
     ASSETS                                                 (UNAUDITED)        (NOTE)
     ------                                                --------------  ---------------
<S>                                                        <C>             <C>
Current assets                                             $           -   $            -
                                                           --------------  ---------------

Property and equipment
  Oil and gas properties                                         175,000                -
  Office furniture and fixtures                                    3,749            3,749
  Office equipment under capital leases                           52,114           52,114
                                                           --------------  ---------------

                                                                 230,863           55,863
  Less accumulated depreciation and amortization                  (7,138)          (3,677)
                                                           --------------  ---------------

    Net property and equipment                                   223,725           52,186

Deferred loan costs                                               19,000                -

Lease deposits                                                     4,225            4,225
                                                           --------------  ---------------

      Total assets                                         $     246,950   $       56,411
                                                           ==============  ===============

LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------

Current liabilities:
  Note payable                                             $     100,000   $      100,000
  Book overdraft                                                   4,481              445
  Notes payable to stockholders                                  173,231           35,131
  Capital lease obligation                                        52,114           52,114
  Accounts payable and accrued liabilities                       486,772          315,509
                                                           --------------  ---------------

    Total current liabilities                                    816,598          503,199
                                                           --------------  ---------------

Commitments and contingencies

Stockholders' deficit:
  Common stock: $.001 par value; 200,000,000 shares
    authorized, 54,989,735 and 57,983,061 issued and
    26,546,323 and 24,747,373 outstanding at December 31,
    2002 and September 30, 2002, respectively                     26,546           24,747
  Additional paid-in capital                                     948,496          725,384
  Unissued common stock                                          100,000          100,000
  Deferred compensation                                         (159,667)        (222,167)
  Losses accumulated in the development stage                 (1,485,023)      (1,074,752)
                                                           --------------  ---------------

      Total stockholders' deficit                               (569,648)        (446,788)
                                                           --------------  ---------------

        Total liabilities and stockholders' deficit        $     246,950   $       56,411
                                                           ==============  ===============

<FN>
Note:  The balance sheet at September 30, 2002 has been derived from the audited financial
statements at that date but does not include all of the information and footnotes required
by  generally  accepted  accounting  principles  for  complete  financial  statements.
</TABLE>

                   The accompanying notes are an integral part of these
                    unaudited consolidated condensed financial statements.


                                  Page 4 of 27
<PAGE>
<TABLE>
<CAPTION>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
            UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
              FOR THE THREE MONTHS ENDED DECEMBER 31, 2002 AND FOR
          THE PERIOD FROM INCEPTION, MAY 10, 2002, TO DECEMBER 31, 2002
                                   __________



                                              THREE MONTHS
                                                 ENDED        INCEPTION TO
                                              DECEMBER 31,    DECEMBER 31,
                                                  2002            2002
                                             --------------  --------------
<S>                                          <C>             <C>

Costs and expenses:
  General and administrative                 $     401,027   $     920,611
  Depreciation and amortization                      3,461           7,138
  Loss from unsuccessful acquisitions                    -          82,875
  Loss from unfunded loan agreement                      -         310,000
  Recapitalization costs                                 -         153,897
  Interest expense                                   5,783          10,502
                                             --------------  --------------

    Net loss                                 $    (410,271)  $  (1,485,023)
                                             ==============  ==============


Basic and diluted net loss per common share  $       (0.02)
                                             ==============

Weighted average common shares                  25,646,873
                                             ==============
</TABLE>

              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.

                                  Page 5 of 27
<PAGE>
<TABLE>
<CAPTION>
                                            ROCKY MOUNTAIN ENERGY CORPORATION
                                        (A CORPORATION IN THE DEVELOPMENT STAGE)
                          UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' DEFICIT
                                      FOR THE THREE MONTHS ENDED DECEMBER 31, 2002
                                                       __________

               Additional      Unissued
                                         COMMON STOCK       PAID-IN    COMMON      DEFERRED     ACCUMULATED
                                      SHARES      AMOUNT    CAPITAL    STOCK     COMPENSATION     DEFICIT       TOTAL
                                    -----------  --------  ---------  --------  --------------  ------------  ----------
<S>                                 <C>          <C>       <C>        <C>       <C>             <C>           <C>
Balance at September 30, 2002       24,747,373   $24,747   $725,384   $100,000  $    (222,167)  $(1,074,752)  $(446,788)

Stock issued for services            1,350,000     1,350     46,500          -              -             -      47,850

Acquisition of interest in Stratus
  Energy, LLC                        1,000,000     1,000    174,000          -              -             -     175,000

Ten percent stock dividend to
  Stockholders of record on
  November 27, 2002                  2,322,398     2,322     (2,322)         -              -             -           -

Shares cancelled                    (2,873,398)   (2,873)     2,873          -              -             -           -

Interest on loans from
  stockholders                               -         -      2,061          -              -             -       2,061

Amortization of deferred
  compensation                               -         -          -          -         62,500             -      62,500

Net loss                                     -         -          -          -              -      (410,271)   (410,271)
                                    -----------  --------  ---------  --------  --------------  ------------  ----------

Balance at December 31, 2002        26,546,373   $26,546   $948,496   $100,000  $    (159,667)  $(1,485,023)  $(569,648)
                                    ===========  ========  =========  ========  ==============  ============  ==========
</TABLE>

              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.


                                  Page 6 of 27
<PAGE>
<TABLE>
<CAPTION>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
            UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
              FOR THE THREE MONTHS ENDED DECEMBER 31, 2002 AND FOR
          THE PERIOD FROM INCEPTION, MAY 10, 2002, TO DECEMBER 31, 2002
                                   __________



                                                       THREE MONTHS
                                                          ENDED        INCEPTION TO
                                                       DECEMBER 31,    DECEMBER 31,
                                                           2002            2002
                                                      --------------  --------------
<S>                                                   <C>             <C>

Cash flows from operating activities:
  Net loss                                            $    (410,271)  $  (1,485,023)
  Adjustments to reconcile net loss to net cash
    used in operating activities                            291,171       1,267,415
                                                      --------------  --------------

        Net cash required by operating activities          (119,100)       (217,608)
                                                      --------------  --------------

Cash flows from investing activities:
  Purchase of office furniture and fixtures                       -          (3,749)
  Acquisition costs                                               -         (82,874)
                                                      --------------  --------------

        Net cash required by investing activities                 -         (86,623)
                                                      --------------  --------------

Cash flows from financing activities:
  Proceeds from notes payable                                     -         100,000
  Payment of loan costs                                     (19,000)       (119,000)
  Proceeds from notes payable to stockholders               138,100         173,231
  Proceeds from sale of common stock                              -         150,000
                                                      --------------  --------------

        Net cash provided by financing activities           119,100         304,231
                                                      --------------  --------------

Net increase (decrease) in cash and cash equivalents              -               -

Cash and cash equivalents at beginning of year                    -               -
                                                      --------------  --------------

Cash and cash equivalents at end of year              $           -   $           -
                                                      ==============  ==============


Non-Cash Investing and Financing Activities

  Acquired interest in Stratus Energy, LLC in
    exchange for 1,000,000 shares of the Company's
    common stock                                      $     175,000   $     175,000
Acquired office equipment under capital
    lease obligations                                             -          52,114
</TABLE>

              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.


                                  Page 7 of 27
<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   __________


1.   ORGANIZATION AND CRITICAL ACCOUNTING POLICIES
     ----------------------------------------------

     ORGANIZATION
     ------------

     Rocky  Mountain  Energy Corporation (the 'Company") is a corporation in the
     development  stage  that  was  formed  to  acquire  and develop oil and gas
     properties.  The  Company  was  originally incorporated in Texas on May 10,
     2002,  as  Cavallo  Energy  Corporation but was merged with a non-operating
     public  shell company, Emission Control Devices, Inc., on May 29, 2002. The
     merger  transaction  (the  "Transaction") was treated as a recepitalization
     because  just prior to the Transaction , Emission Control Devices, Inc. had
     no  significant  assets  or  liabilities.  Emission  Control  Devices, Inc.
     adopted  a name change to Rocky Mountain Energy Corporation and remains the
     legal  reporting  entity.  Cavallo  Energy  Corporation  is  considered the
     acquiror  in  the  Transaction  for  financial  reporting  purposes and the
     accompanying  financial  statements  include  the  historical operations of
     Cavallo  Energy  Corporation  since  its  inception.

     The  legal  reporting  entity,  Rocky  Mountain  Energy  Corporation  was
     originally  incorporated  in  the  state  of  Colorado  on  May 16, 1985 as
     Mountain Ashe, Inc. On September 23, 1987 the Company adopted a name change
     to Holographic Systems, Inc. and re-incorporated in the state of Nevada. On
     January  22, 2001, the Company's name was again changed to Emission Control
     Devices,  Inc.  as  part  of  a recapitalization involving a North Carolina
     corporation  of the same name. Finally, on May 30, 2002, in connection with
     the  Transaction,  the  Company  adopted  the  name  Rocky  Mountain Energy
     Corporation.

     GENERAL
     -------

     The  unaudited  consolidated condensed financial statements included herein
     have  been  prepared without audit pursuant to the rules and regulations of
     the  Securities  and  Exchange Commission. Certain information and footnote
     disclosures  normally  included  in  financial  statements  prepared  in
     accordance  with  generally  accepted  accounting  principles  have  been
     condensed  or  omitted,  pursuant  to  such  rules  and  regulations. These
     unaudited  consolidated  condensed  financial  statements should be read in
     conjunction  with  the  audited consolidated financial statements and notes
     thereto of Rocky Mountain Energy Corporation(the "Company") included in the
     Company's  Annual  Report  on  Form 10-KSB for the year ended September 30,
     2002.

     In  the  opinion  of  management,  the  unaudited  consolidated  condensed
     financial  information  included herein reflect all adjustments, consisting
     only  of  normal,  recurring  adjustments,  which  are necessary for a fair
     presentation of the Company's financial position, results of operations and
     cash flows for the interim periods presented. The results of operations for
     the  interim  period  presented herein is not necessarily indicative of the
     results  to  be  expected  for  a  full  year  or any other interim period.

     DEVELOPMENT STAGE ENTERPRISE
     ----------------------------

     The  Company  reports  as a development stage enterprise because, since its
     inception,  substantially  all  efforts by management have been directed in
     the  areas of financial planning, capital raising and identification of oil
     and  gas  properties  for  acquisition.


                                  Page 8 of 27
<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   __________


1.   ORGANIZATION AND CRITICAL ACCOUNTING POLICIES, CONTINUED
     --------------------------------------------------------

     ACCOUNTING  ESTIMATES
     ---------------------

     The  preparation  of  financial  statements  in  conformity with accounting
     principles  generally  accepted  in  the  United States of America requires
     management  to  make  estimates  and  assumptions  that affect the reported
     amounts  of  assets and liabilities at the date of the financial statements
     and  the  reported  amounts  of  revenue  and expenses during the reporting
     period.  Actual results could differ from those estimates. Currently, these
     estimates mainly involve the useful lives of property and equipment and the
     valuation  of  common  stock  issued  for  compensation  or  other reasons.

     OIL  AND  GAS  PRODUCING  ACTIVITIES
     ------------------------------------

     The  Company  uses the full cost method of accounting for its investment in
     oil  and  gas  properties.  Under  this method, the Company capitalizes all
     acquisition,  exploration and development costs incurred for the purpose of
     finding  oil  and  gas  reserves,  including  salaries,  benefits and other
     internal  costs  directly attributable to these activities. Costs, however,
     associated with production and general corporate activities are expensed in
     the  period  incurred.  Interest  costs  related to unproved properties and
     properties  under  development  are  also  capitalized  to  oil  and  gas
     properties.  Unless  a  significant portion of the Company's proved reserve
     quantities  are  sold  (greater than 25 percent), proceeds from the sale of
     oil  and  gas  properties  are  accounted for as a reduction to capitalized
     costs,  and  gains  and  losses  are  not  recognized.

     The  Company  will  compute  the  depreciation,  depletion and amortization
     ("DD&A")  of  oil  and  gas  properties  on  a  quarterly  basis  using the
     unit-of-production  method  based  upon  production and estimates of proved
     reserve  quantities.  Unproved  properties  will  be  excluded  from  the
     amortizable  base  until  evaluated.  Future  development  costs  and
     dismantlement,  restoration and abandonment costs, net of estimated salvage
     values,  will  be  added  to the amortizable base. These future costs, when
     incurred,  will  be  estimated  by  engineers  employed  by  the  Company.

     The  Company  will  limit  the  capitalized  costs  of  proved  oil and gas
     properties,  net  of  accumulated  DD&A  and  deferred income taxes, to the
     estimated future net cash flows from proved oil and gas reserves discounted
     at  10  percent, net of related tax effects, plus the lower of cost or fair
     value  of  unproved  properties  included  in the costs being amortized. If
     capitalized  costs  exceed  this  limit,  the  excess  will  be  charged to
     additional  DD&A  expense.

     Given  the volatility of oil and gas prices, it is reasonably possible that
     estimates  of  discounted  future  net  cash  flows from proved oil and gas
     reserves  could  change  in  the  near  term. If oil and gas prices decline
     significantly, even if only for a short period of time, it is possible that
     a  write-down  of  oil  and  gas  properties  would  result.

     Significant  unproved properties will be periodically assessed for possible
     impairments  or  reductions  in  value. If a reduction in value occurs, the
     impairment  will  be  transferred to proved properties. Unproved properties
     that  are  individually  insignificant  will  be  amortized over an average
     holding  period.


                                  Page 9 of 27
<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   __________

1.   ORGANIZATION AND CRITICAL ACCOUNTING POLICIES, CONTINUED
     --------------------------------------------------------

     OIL  AND  GAS  REVENUES
     -----------------------

     Oil  and  gas  revenues will be recorded under the sales method. Under this
     method  the  Company  will  recognize  oil and gas revenues when production
     occurs and will accrue revenue relating to production for which the Company
     has  not  received  payment.  As  of December 31, 2002, the Company had not
     completed  the  acquisition  of  any  producing  oil  and  gas  properties.
     Accordingly,  no  revenue  related  to  oil  and  gas  production  has been
     reported.

2.   GOING  CONCERN  CONSIDERATIONS
     ------------------------------

     Since  it  began  operations  on  May  10,  2002,  the  Company  suffered a
     significant loss from operations and has been dependent on stockholders and
     new  investors to provide the cash resources to sustain its operations. The
     capital  required  during  the  start-up phase of operations has caused the
     Company  to  become  delinquent  in  the  payment  of  payroll  and  in the
     remittance  of  payroll  taxes.  The  Company's  liquidity  problems  were
     heightened  when  a  loan  agreement  with a subsidiary of Marathon Holding
     Corporation  (the  "Marathon Agreement"), that required a $100,000 up front
     fee,  turned  out  to  be  an  effort  by Marathon and certain officers and
     associates  of Marathon to defraud the Company. The effects of the Marathon
     Agreement  extended  beyond  the up front fees and origination costs to the
     unraveling of certain planned acquisitions. These factors raise substantial
     doubt  about  the  Company's  ability  to  continue  as  a  going  concern.

     The  Company's  strategic  plan  for dealing with its liquidity problems is
     based  on  direct  sales  of its common stock or use of its common stock to
     collateralize  working  capital  loans  and  to  complete  certain  planned
     acquisitions  that  management  believes  will  produce  cash  flows  from
     operations.  The  Company is also seeking a NASD or American Stock Exchange
     listed company with which to merge. Management believes that merging with a
     NASD  or  American Stock Exchange listed company may improve its ability to
     obtain  sources  of  financing.  There  can be no assurance that any of the
     plans  developed  by  the  Company  will  produce  cash flows sufficient to
     overcome  current  liquidity  problems.

     The  Company's  long-term  viability  as  a  going  concern is dependent on
     certain  key  factors,  as  follows:

     -    The  Company's ability to obtain adequate sources of outside financing
          to  fund  near-term  development  stage  operations,  satisfy past due
          payroll  liabilities  and  pay  delinquent  federal  withholding
          liabilities.

     -    The  Company's ability to acquire and produce from economically viable
          oil  and  gas  reserves.

     -    The Company's ability to ultimately achieve adequate profitability and
          cash  flows  to  sustain  continuing  operations.


                                  Page 10 of 27
<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   __________


3.   ACQUISITION  OF  INTEREST  IN  STRATUS  ENERGY,  LLC
     ----------------------------------------------------

     On  December  1, 2002, the Company acquired H & N LLC's interest in Stratus
     Energy, LLC, a limited liability corporation organized pursuant to the laws
     of  the  state  of  Arkansas.  The  properties acquired in this transaction
     consist  of 16,438 acres in Las Animas County, Colorado and Colifax County,
     New  Mexico  in  the Raton Basin. The properties comprise the Trinidad Coal
     Bed  Methane  project.  The  purchase  price  was  1,000,000  shares of the
     Company's  common  stock  which  was  valued  at  $175,000.


4.   INCOME  TAXES
     -------------

     The Company has incurred losses since its inception and, therefore, has not
     been subject to federal income taxes. As of September 30, 2002, the Company
     had  net  operating  loss  ("NOL") carryforwards for income tax purposes of
     approximately  $932,000  which  expire in the tax year ending September 30,
     2022.  Because  United  States  tax  laws  limit  the time during which NOL
     carryforwards may be applied against future taxable income, the Company may
     be unable to take full advantage of its NOL for federal income tax purposes
     should  the  Company  generate  taxable  income.

     The difference between the income tax benefit in the accompanying statement
     of operations and the amount that would result if the United States Federal
     statutory  rate  of  34%  were applied to pre-tax loss for the period ended
     September  30,  2002  is  as  follows:

       Benefit for income tax at federal
         statutory rate                              $(139,492)   (34.0%)
       Non-deductible expenses related primarily to
         recapitalization and loan costs                37,519        9.1
       Increase in valuation allowance                 101,973       24.9
                                                     ----------  --------

                                                     $       -         -%
                                                     ==========  ========

5.   LEGAL PROCEEDINGS
     -----------------

     The  Company  may  also  be  periodically  subject to legal proceedings and
     claims that arise in the ordinary course of its business. To date, no legal
     proceedings  have  been  initiated  against  the  Company  as  a defendant.

6.   SUBSEQUENT EVENTS
     ------------------

     ACQUISITION  OF  UNITED  STATES  OIL  COMPANY  PROPERTIES
     ---------------------------------------------------------

     On  November  1, 2002, the Company took steps to acquire the 8,000 acre Ten
     Mile  and  Desert  Spring  Fields in Sweetwater County, Wyoming from United
     States  Oil  Company ("U.S. Oil") for a total purchase price of $2,900,000.
     This  acquisition,  when  completed,  will  provide  the  Company  with the
     controlling  interest  in  the  coal  bed methane gas project in Sweetwater
     County,  Wyoming.  The  terms of the transaction are $200,000 in cash on or
     before  November 15, 2002 and a convertible note bearing interest at 2% per
     year  for  the  remaining  $2,700,000. Interest is payable quarterly on the
     conventional  note and the note cannot be converted during the first twelve
     months.  During  the  remaining  term, the note can be converted to Company
     common  stock  at  the  prevailing  stock  price.  The  Company,  at


                                  Page 11 of 27
<PAGE>
                        ROCKY MOUNTAIN ENERGY CORPORATION
                    (A CORPORATION IN THE DEVELOPMENT STAGE)
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   __________


6.   SUBSEQUENT EVENTS, CONTINUED
     ------------------------------

     its  option,  may  force conversion when the share price averages $1.50 per
     share  for  60  days or longer. The Company was unable to make the required
     cash down  payment by November 15, 2002, but has subsequently made $120,000
     in  cash  payments  and  received  extensions  for payment of the remaining
     balance  from  U.S.  Oil  until  March 13, 2003. The transaction to acquire
     U.S.  Oil  is  a  related  party  transaction  because Steve Lieberman, the
     President  of  U.S.  Oil  is  also  a  director  of  the  Company.

     RESIDENTIAL  RESOURCES  FINANCIAL  SERVICES
     -------------------------------------------

     On  November  12,  2002,  the Company executed a financing arrangement with
     Residential  Resources  Financial  Services  ("Residential"), an investment
     banking  firm, to provide up to $100 million of acquisition and development
     financing  for proved oil and gas projects. The funding will be secured by,
     among  other  things, any proved oil and gas reserves the Company purchases
     using  proceeds received under the agreement. In January 2003, a commitment
     fee  of  $50,000  was  paid to Residential Resources in connection with the
     execution  of  the  financing  arrangement.

     Any projects funded under this financing arrangement will be subject to due
     diligence  by  Residential. Debt financing obtained will be at market rates
     at  the  time  bonds  are issued. Management believes that any transactions
     funded  by  Residential  will  take  approximately  four  months  to close.
     However, no assurances can be made as to when or if any project will close.


                                  Page 12 of 27
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

GENERAL

As  of  the  September 30, 2002, the end of the Company's prior fiscal year, the
Company  had  closed no property acquisitions.  Accordingly, the Company did not
generate  any revenues from operations during the period from inception, May 10,
2002,  to  September  30,  2002. During December 2002, the Company completed the
acquisition  of an interest in Stratus Energy, LLC and since  September 30 2002,
the  Company  has  taken  steps  to  close  three  other  acquisitions  of
properties/companies  in  the  Rocky  Mountain region of the United States.  The
Company  must  complete funding of a $200,000 short-term note to complete one of
these  acquisitions.  The remaining two potential acquisitions will require that
the  Company  raise  and  fund  $5,500,000.  A  letter  of  intent  for  another
acquisition  with a purchase  price  of $8,000,000, for currently producing/cash
flowing  properties  has  been  signed.  The  Company  believes  that it current
acquisition  prospects  will meet the criteria for funding under the Residential
Resources Credit Facility, discussed below. The Company is continually searching
for  properties within the  Rocky Mountain region that fit within the operating,
technical,  and  cash  flow  parameters  that  we  believe  will  allow us to be
successful.


CRITICAL  ACCOUNTING  POLICIES  AND  ESTIMATES

The  Company's discussion and analysis of its financial condition and results of
operations are based upon its consolidated financial statements, which have been
prepared  in  accordance  with  generally  accepted accounting principles in the
United  States.  The  preparation  of  these  financial  statements requires the
Company  to  make  estimates  and  judgments that affect the reported amounts of
assets,  liabilities, revenue and expenses, and related disclosure of contingent
assets  and  liabilities.  On  an  ongoing  basis,  the  Company  evaluates  its
estimates.  The  Company  bases  its  estimates  on historical experience and on
various  other  assumptions  that  are  believed  to  be  reasonable  under  the
circumstances.  These  estimates  and  assumptions  provide  a  basis for making
judgments  about  the  carrying  values  of  assets and liabilities that are not
readily  apparent  from  other  sources.  Actual  results  may differ from these
estimates  under  different assumptions or conditions, and these differences may
be  material.

The  Company believes the following critical accounting policies affect its more
significant  judgments and estimates used in the preparation of its consolidated
financial  statements.

DEVELOPMENT  STAGE  ENTERPRISE

The  Company  reports  as  a  development  stage  enterprise  because, since its
inception,  substantially  all  efforts  by management have been directed in the
areas  of  financial planning, capital raising and identification of oil and gas
properties  for  acquisition.

OIL AND GAS PRODUCING ACTIVITIES

The  Company  uses  the full cost method of accounting for its investment in oil
and  gas properties. Under this method, the Company capitalizes all acquisition,
exploration  and  development  costs incurred for the purpose of finding oil and
gas  reserves,  including  salaries,  benefits and other internal costs directly
attributable to these activities. Costs, however, associated with production and
general corporate activities are expensed in the period incurred. Interest costs
related  to  unproved  properties  and  properties  under  development  are also
capitalized  to  oil  and  gas  properties.  Unless a significant portion of the
Company's proved reserve quantities are sold (greater than 25 percent), proceeds
from  the  sale  of  oil  and gas properties are accounted for as a reduction to
capitalized  costs,  and  gains  and  losses  are  not  recognized.

The  Company  will compute the depreciation, depletion and amortization ("DD&A")
of  oil  and  gas  properties  on a quarterly basis using the unit-of-production
method  based  upon  production  and  estimates  of  proved  reserve quantities.
Unproved  properties will be excluded from the amortizable base until evaluated.
Future  development  costs and dismantlement, restoration and abandonment costs,
net  of  estimated  salvage values, will be added to the amortizable base. These
future  costs,  when  incurred,  will  be estimated by engineers employed by the
Company.

The  Company  will limit the capitalized costs of proved oil and gas properties,
net  of  accumulated DD&A and deferred income taxes, to the estimated future net
cash  flows  from  proved  oil and gas reserves discounted at 10 percent, net of
related tax effects, plus the lower of cost or fair value of unproved properties
included  in  the costs being amortized. If capitalized costs exceed this limit,
the  excess  will  be  charged  to  additional  DD&A  expense.


                                  Page 13 of 27
<PAGE>
Given  the  volatility  of  oil  and  gas prices, it is reasonably possible that
estimates  of  discounted future net cash flows from proved oil and gas reserves
could change in the near term. If oil and gas prices decline significantly, even
if  only for a short period of time, it is possible that a write-down of oil and
gas  properties  would  result.

Significant  unproved  properties  will  be  periodically  assessed for possible
impairments  or  reductions  in  value.  If  a  reduction  in  value occurs, the
impairment  will  be  transferred to proved properties. Unproved properties that
are individually insignificant will be amortized over an average holding period.

OIL  AND  GAS  REVENUES

Oil  and gas revenues will be recorded under the sales method. Under this method
the  Company will recognize oil and gas revenues when production occurs and will
accrues  revenue  relating  to production for which the Company has not received
payment.


BUSINESS STRATEGY

Our  business  strategy  is  to  acquire  proved  oil  and natural gas reserves,
including  proved  undeveloped  reserves, and to expand reserves, production and
cash  flow  through  development  and  exploitation  of  such reserves.  The key
elements  of  our  strategy  are:

Regional Focus.  We seek to acquire proved reserves in the geographic core areas
---------------
in which we maintain operational expertise in the San Juan Basin, New Mexico and
Rocky  Mountain  region.  Based  on  the results of recent activities in the San
Juan  Basin  of New Mexico and in Rocky Mountain region by other participants in
the  oil  and natural gas industry, we believe that sizable unexploited reserves
remain  in  these  areas

Property Mix.  We seek to acquire properties that are a combination of producing
-------------
and  non-producing  assets.  We  believe  that producing properties will provide
immediate  revenue and cash flow, while non-producing assets will provide future
development  opportunities  and, ultimately, reserves at a reduced cost, because
based  on  the  experience of our management,  proved undeveloped properties are
typically  sold  at  a  reduced  price  compared  to  producing  properties.
Additionally,  we seek properties that have additional development potential for
non-proved  reserves,  such  as  probable  and  possible  reserves.

Aggressive  Management  And Exploitation Of Assets.  Our goal is, when possible,
---------------------------------------------------
to  act  as  the  "operator" of the properties that we acquire.  As operator, we
believe  that  we  can  most  economically  direct  critical  functions  in  the
exploration  and  production  process.  These  functions  include:

     -    determining the area to develop and explore;
     -    managing production;
     -    managing the permitting and optioning process;
     -    determining seismic survey design;
     -    overseeing data acquisition and processing; and
     -    identifying each prospect and drill site.

Technological  Expertise.  We have operational expertise in each geographic core
-------------------------
area  in  which our recent property acquisitions are located.  We will use these
skills,  together  with  3-D  seismic  data  visualization  and  interpretation
techniques,  to  develop our oil and gas reserves.  We expect to add experienced
technical  personnel to our current team; however, we can give no assurance that
such additional personnel will be hired or that it will be on terms satisfactory
to  us.

Business  Strategy.  Our  business  strategy  is  to acquire oil and natural gas
------------------
properties  with  existing proved reserves of oil and natural gas and to develop
proved  undeveloped  reserves  of  oil  and  natural  gas.  Key  elements of our
strategy  are:


                                  Page 14 of 27
<PAGE>
-    Focus  on  acquiring  additional  producing oil and gas properties in areas
     that  we have identified in our geographic core areas the San Juan Basin of
     New  Mexico  and  the  Rocky  Mountains;

-    Acquire  properties  containing  both  developed  and undeveloped reserves;

-    Aggressively  manage  and  exploit  all  properties  acquired;  and

-    Use  technological  expertise  to  develop  reserves.

-    We  have  operational  expertise  in each geographic core area in which our
     properties are located. We will use these skills, together with 3-D seismic
     data  visualization  and  interpretation techniques, to develop our oil and
     gas  reserves.  We  expect  to  add  experienced technical personnel to our
     current  team;  however,  we  can  give  no  assurance that such additional
     personnel  will  be  hired  or that it will be on terms satisfactory to us.


ACQUISITIONS AND PROPOSED ACQUISITIONS

UNITED STATES OIL CO.

On November 1, 2002, Rocky Mountain Energy Corporation took steps to acquire the
8,000  acre Ten Mile and Desert Spring Fields in Sweetwater County, Wyoming from
United  States  Oil Co. (U.S. Oil).  This acquisition, if completed according to
its  terms will result in the Company's ownership of a controlling interest in a
coal bed methane gas project in Sweetwater County, Wyoming.  Net proved reserves
to  the  interest  purchased  (at a price of $2,900,000) is estimated to be 56.4
billion  cubic  feet  (Bcf)  gas.  The  proved  reserves  represented  by  this
acquisition are proved undeveloped and development activities must take place in
order  to  generate cash flow to the company.  Development funding of $3 million
is  needed  to  drill  shallow wells at approximately 2,300' to 4,200' in depth.
Development will begin with the drilling of a proved undeveloped Almond location
(4,200')  well  in which the Company will also encounter the prolific Lewis sand
at  3,500'  and  coal bed methane formations at shallower depths, around 2,300'.
Expected  initial flow rate is 1,000 Mcfpd.  Reserves are long-term gas reserves
with  moderate  decline  curves.  There  are  two  wells  already  drilled which
encountered  the  gas sands mentioned above awaiting completion which will begin
immediately.

                                PROVED RESERVES
                                 (000S OMITTED)

                                                        Net
                                        BCF        Undiscounted.    Net PV10%
                                    ------------   ------------   ------------
Proved Undeveloped                          56.4   $    100,333   $    51,300

The  purchase  price  for U.S. Oil is $2,900,000 to be satisfied with a $200,000
short  term  note  due  on  November 15, 2002, and a convertible note bearing 2%
interest  per  annum  for two years for the remaining $2.7 million.  Interest is
payable  quarterly  on  the  convertible  note.  The  convertible note cannot be
converted during the first twelve months, but can be converted to Company common
stock  thereafter  through  maturity  at  the  then prevailing stock price.  The
Company,  at  its  option,  may force conversion should the share price averages
$1.50  per  share  for  60 days or longer. In January, partial payments totaling
$80,000  have  been made on the $200,000 note.  Because of the partial payments,
the  term  of the note has been extended by U. S. Oil Co. to April 30, 2003. The
Company  is  currently raising cash to pay the remaining $120,000 balance of the
$200,000  short term-note.  The lender is withholding the revenues which are due
to  the  Company  from  November and December 2002 production until the $200,000
note  has  been  paid.

The  transaction  to  acquire  U.S. Oil is a related party transaction since Mr.
Steve  Lieberman,  the  President of U.S. Oil is also a director of the Company.
Mr.  Lieberman  owns 275,000 shares of the Company's common stock as of December
31,  2002.


                                  Page 15 of 27
<PAGE>
H  &  N  LLC

On  December 1, 2002, the Company acquired H&N LLC's interest in Stratus Energy,
LLC  a Limited Liability Corporation organized pursuant to the laws of the state
of  Arkansas.  The  properties  acquired  in  this transaction consist of 16,438
acres in Las Animas County, Colorado and Colifax County, New Mexico in the Raton
Basin  producing  area.  The  properties  comprise the Trinidad Coal bed Methane
project.  The  purchase price was 1,000,000 shares of the Company's common stock
which  was valued at $175,000.  The Trinidad project is an ideal acquisition for
the  Company  since  it  is  geographically  favorable to the Company's existing
properties  and  within  the  areas  of  its expertise.  We anticipate that this
acquisition  will  produce  significant  production  income  for  the year 2003.
Additionally,  the property itself will be used for development financing.  Upon
development, this property could produce in excess of $3,000,000 in revenues per
month  to  the  Company's interest.  Estimated ultimate recoverable reserves for
the  Trinidad Coal bed Methane Project are 200 Bcf, being 2 Bcf per well for 100
wells  drilled  on  160 acre spacing.  Under the terms of the purchase and sales
agreement,  the seller has also agreed to provide development capital to produce
and  maximize  cash  flow  on  the  properties.

The  Company  expects  to  begin  development  of  the  property  in March 2003.
Drilling  will  be  done  in a "five spot" pattern, being four gas wells drilled
around a saltwater disposal well.  Coal gas wells produce significant amounts of
water  along  with the gas.  Coal gas wells are very low-risk drilling.  The gas
is  found  in  layers of coal which blanket an area measured in the thousands of
acres.  The  gas  will be marketed through the El Paso gas line, which runs near
the  field.

The  Company's  field  is  located  between  the  Trinidad  Gas Field, which has
produced  over 150 Billion cubic feet of gas to date, and the Garcia Field.  The
coal  bed  sections  average  12  feet  to  14  feet  in thickness and wells are
estimated to produce up to 2 Bcf per well from a relatively shallow 3,300'.  The
discovery  well,  the  Phillips  Petroleum  #6-17,  was completed from 3,055' to
3,240' in 23 feet of coal beds.  Reservoir shut-in pressure was 1,504 pounds per
square  inch (psi).  After twenty-four years of production, shut-in pressure was
still  1,472 psi, denoting very little decline and indicating the possibility of
large  volumes  of  remaining  reserves.


HORSESHOE  GALLUP/NORTHEAST  HOGBACK

On  January  10, 2003, the Company announced that it had executed a purchase and
sale  agreement  for  the purchase of the Horseshoe Gallup and Northeast Hogback
Unit,  (HGU/NEHU)  from  Regent  Energy  Corporation.  The  acquisition includes
approximately 24,000 acres of oil producing property in the San Juan Basin, near
Farmington,  New  Mexico. Current production is approximately 250 barrels of oil
per  day.  These  properties  have  an  estimated  10  million barrels of proven
reserves  of  oil,  8.4  million  of which is proved undeveloped, at depths from
1,300  feet to 2,300 feet.  Some 100 development wells are planned over the next
three  years  which are designed to raise production to 3,000 barrels of oil per
day.  A  reserve report by Ryder Scott & Co., values the reserves at $60 million
discounted  at  the net present value of 10%.  The non-discounted value of these
reserves is $120 million.  These values were derived using a price of $23.50 per
barrel,  while  the  current  price  is  over  $30  per  barrel.

The  purchase  price  for this property is $5.5 million, which is expected to be
financed  thru  the  Company's  Residential  Resources  credit  line.  No  share
dilution  is expected.  Closing is scheduled for March 31, 2003. The acquisition
price  for these reserves is $0.55 per barrel. Development cost are estimated to
be  $0.75  per barrel provided that the Company can use its own equipment, which
it  plans  to  acquire,  in lieu  of using outside contractors.   Therefore, the
total  acquisition  and  development  cost  of  $1.30  per  barrel  make this an
attractively  priced  acquisition  for  the  Company.

In  connection  with  the  acquisition of the HGU/NEHU property, the Company has
signed  a  $3.0  million  note  with  Earl  Hollingshead, (sole owner of Parawon
Operating  LLC),  in  order  to  purchase  the  mortgage  he has on the HGU/NEHU
properties.  The  term  of this note is $300,000 payable on January 15, 2003 and
the  remainder  of  $2.7  million  due  on March 31, 2003, (the closing date for
HGU/NEHU).  This  an interest free note. As of January 30, 2003, the Company has
paid  $40,000  on  this note.  The balance of the purchase price will be paid to
Regent  or  to  various  lien  holders  on  the  property.

Regent  is  a  related party in that the Chairman of the Board of the Company is
also  a  Board  member  of  Regent,  and the President/CEO of the Company is the
former President/CEO of Regent.  The Chairman of the company owns 154,328 shares
of  Regent stock which represents 0.43% of the common stock of Regent, while the
President  of  the  Company  is  one beneficiary of a trust which owns 4,813,112
shares  of  Regent  representing  13.61%  of  Regent's  common  shares.


                                  Page 16 of 27
<PAGE>
ACQUISITION OF COLORADO PRODUCING OIL AND GAS PROPERTY

On January 30, 2003, the Company announced that it has executed a letter of
intent to purchase a producing property located in central Colorado.  The field
is currently producing and generating approximately $150,000 of revenues per
month.  This acquisition contains proved reserves net to the Company of an
estimated  8.3 billion cubic feet of gas and 455,426 barrels of oil.  Production
is anticipated to increase almost three fold by performance of behind pipe
mechanical operations.

The price of this property is $8 million with an effective date of January 1,
2003, thereby crediting the Company with sales proceeds from that day forward.
The price equates to $4.35 per barrel of oil equivalent.  Current oil prices are
over $30 per barrel.  Closing is set for March 31, 2003.  The Company expects to
utilize the Residential Resources line of credit to fund this acquisition.

MERGER

The  Company  has  decided to pursue a possible merger with a NASDAQ or American
Stock  Exchange  listed  company as part of its strategy to maximize shareholder
value.  The  Company  has  executed an agreement with Stifel to seek a candidate
for  such  a  merger.  There are no assurances that a suitable candidate will be
found  or  that  such  a  merger  would  ever  take  place.


CAPITAL  RESOURCES

CURRENT SITUATION

 Since  it  began  operations  on May 10, 2002 the Company has generated no cash
flows from operations.  The cash needs are being met by advances from the CEO of
the  Company  and  from certain investors.  Management anticipates that the cash
flow  from  the properties we are purchasing from United States Oil Company will
provide  the  Company  with sufficient cash flows to meet our normal general and
administrative  expenses  and  field  operating  expenses,  provided  that  our
development  program produces the quantities of gas management anticipates.  The
Company  does  not have an ongoing line of credit at this time, and without such
can  not  guarantee  that  there  will  be sufficient cash to meet daily ongoing
needs.  We are counting on cash flow from operations and/or a future credit line
to  satisfy  our  cash  flow  needs.

Due  to  the  liquidity  problems  the  Company  is  currently experiencing, the
Company's  auditors  have  included an emphasis paragraph in their report on the
Company's  September  30,  2002  consolidated financial statement that indicates
that  there  is  substantial  doubt about the Company's ability to continue as a
going  concern.

RESIDENTIAL  RESOURCES  FINANCIAL  SERVICES

On  November  12,  2002,  the  Company  executed  an  agreement with Residential
Resources  Financial  Services  ("Residential"),  an investment banking firm, to
provide  up  to $100 million of acquisition and development financing for proved
oil  and  gas  projects.  The funding will be secured, with, among other things,
each of the proved oil and gas reserves the Company purchases.  A commitment fee
of  $50,000  was  paid  to  Residential Resources who has funded $2.9 billion in
secured  loans  to  date.

Each  project  assigned  for  funding  will  need  to  pass  due  diligence  by
Residential.  Terms  are  likely  to  be  at  market rates at the time bonds are
issued.  Interest rates are at their lowest in forty years and market conditions
for  securitization  are very favorable.  The financing is asset based geared to
current  cash  flowing  properties,  so  there is no dilution to our stock.  The
process  with  Residential  to  close  a  transaction  is  expected  to  take
approximately  120 days from start to finish, and no assurances can be made when
or  if  every  project  will  close,  however.

INTERNATIONAL  MERCANTILE  HOLDING  GROUP,  INC.  $3  MILLION  CREDIT  FACILITY

In  the  most  recent Form 10-KSB, the Company reported that on January 7, 2003,
the Company signed a Loan Agreement with International Mercantile Holding Group,
Inc.,  a  New  York  Corporation  wherein the Company would borrow approximately
$90,000  from  IMHG.  The first $90,000 is a first tranch draw-down which can be


                                  Page 17 of 27
<PAGE>
drawn up to $3 million.  Terms of the note are that interest is charged at prime
rate,  currently 4.25%, with interest paid semi-annually beginning July 1, 2003.
The  principal  is due on December 30, 2005.  The note is secured with 2 million
shares  of  RMEC  section  144  Restricted  stock, which will be returned to the
Company  upon  payment  of  the  note.

However,  on  January  23,  2003, the Company filed a Form 8-K stating that this
agreement  has  been  cancelled  and  all  shares  of stock associated with this
agreement  have  been  cancelled.

AGREEMENTS  WITH  STIFEL,  NICOLAUS  &  COMPANY

On  January  8, 2003, the Company announced that it has hired Stifel, Nicolaus &
CO. Inc., investment bankers of Denver Colorado to locate and negotiate suitable
cash flowing acquisitions of proved oil and gas properties in the Rocky Mountain
region.  Stifel,  Nicolas  was  founded in 1890 and managed numerous significant
financings,  including  Chicago's O'Hare airport in 1961.  In 1983 the firm went
public  on  the  NYSE  (ticker "SF").  Today, Stifel, Nicolaus is a full service
regional  brokerage  and investment-banking firm providing securities brokerage,
investment  banking, trading, advisory and related financial services.  The firm
has  77  offices  in  30  states employing 1,200 employees.  The energy unit has
completed  $800  million in capital raising and advised on 19 M&A, valuation and
fairness  opinions.  The Company anticipates contracting in the near future with
several  of  the  acquisition  candidates that Stifel, Nicolaus has presented to
this  point,  as  combining  current  high  cash flow properties with our proved
undeveloped  reserve  base  is  the  core  of  our  business  plan.

On  February 13, 2003, the Company executed an agreement with Stifel Nicolaus to
locate  and  advise  the  Company on merger candidates wherein the Company would
merge  into a NASDAQ or American Stock Exchange listed company.  The Company is
actively  seeking  a  candidate  for  this  merger.

COMPANY DECISION TO UTILIZE ASSET BASED FINANCING

On  January  22,  2003,  the  Company  announced  that  the  recently  announced
acquisitions  and those in negotiation will be financed by asset-based financing
only.  The  Company  is  concentrating  on acquiring properties with substantial
amounts  of proved reserves and current production, thus lending itself to asset
based  financing.  Therefore,  the  Company  will  not  consider  either  equity
offerings  or convertible debt offerings at this time. The Company will continue
to  move forward on acquisition opportunities which have current production with
associated  high  cash  flow and we intend to utilize our financing vehicle with
Residential  Resources to complete these acquisitions. This strategy will result
in  non-dilution  of the stock and provides the investor with the highest return
on  investment  that  we  can  accomplish  with  our acquisition and development
program.


COMPANY BORROWINGS

SHORT  TERM  NOTE  WITH  MATHERS  ASSOCIATES

On  July 2, 2002, the Company entered into a 90-day note at 12% interest for the
sum  of  $100,000.  The  note  is  due  and payable on October 2, 2002.  Default
interest on this note is at a rate of 18%. The note is guaranteed by the Company
and  personally  by  the  President  of the Company.  The note has been extended
until April 30, 2003 by mutual consent of the parties.  The lender has agreed to
take  Company  stock  for  the  interest due on this note. Approximately 230,000
shares  will  be  issued  in  this  regard.

LONG  TERM AND SHORT TERM NOTES WITH STEVE LIEBERMAN (UNITED STATES OIL COMPANY)

In conjunction with the purchase of the U. S. Oil properties, the company signed
two  notes  with  Mr.  Steve  Lieberman,  the  President  of  U.  S.  Oil.


                                  Page 18 of 27
<PAGE>
The  first  note is a $200,000 note due by the Company as a down payment for the
properties. The note was due on January 15, 2003, but has been extended to April
30,  2003.  As  of  January 30, 2003, the Company had paid $80,000 of the amount
owed  leaving  a  balance of $120,000 owed to Lieberman. Interest accrues at 18%
per  annum  on  this  note.

A  second  note  was  signed  with  Mr.  Lieberman  for  the $2.7 million.  This
represents  the  balance  of  the purchase price for the U. S. Oil properties of
$2.9  million  less  the  down  payment  of  $200,000 mentioned above.  The $2.7
million note has a term of two years beginning November 1, 2003 and provides for
interest  of  2%  per  annum  payable  quarterly.

SHORT TERM NOTE WITH PARAWON LLC (EARL HOLLINGSHEAD)

In  connection  with  the  acquisition of the HGU/NEHU property, the Company has
signed  a  $3.0  million  note  with  Earl  Hollingshead, (sole owner of Parawon
Operating  LLC),  in  order  to  purchase  the  mortgage  he has on the HGU/NEHU
properties.  The terms of this note are $300,000 payable on January 15, 2003 and
the  remainder  of  $2.7  million  due  on March 31, 2003, (the closing date for
HGU/NEHU).  The  $300,000  payment  date  has been extended to March 31, 2003 to
coincide  with  the  closing of the property and the financing anticipated to be
made  by  the  Residential  Resources  line  of credit of $100 million.  This an
interest-free  note.  As  of  February 13, 2003, the Company has paid $56,000 on
this  note.   The  President  and  CEO  has  personally  guaranteed  this note.






PART II  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

1.   The Company is not a defendant in any legal proceeding.

2.   ROCKY MOUNTAIN ENERGY CORPORATION VS. SALVATORE RUSSO ET AL

On  October 23, 2002, in the District Court of Harris County, Texas 113 Judicial
District,  Rocky  Mountain  Energy, as plaintiff, filed a suit against Salvatore
Russo; SOS Resource Services, Inc. a New York corporation; Consolidated American
Finance Services Group LLC; Consolidated American Energy Resources, Inc.; George
Melina;  Regent  Consulting  and EuroPacific Asset Management Corporation; Horst
Danning;  Ron  Brooks  dba  Marathon  Corporation  jointly  as  defendants.


                                  Page 19 of 27
<PAGE>
Rocky  Mountain represented to Defendants Russo, Melina, Danning and Brooks that
Rocky  was  looking to make acquisitions of oil and gas properties and companies
and was in the need of financing in order to accomplish said acquisitions.  Each
of  the  four  Defendants  represented to Rocky that Defendant Brooks ostensibly
controlled,  (Marathon Corporation had $1.5 billion in assets), a credit line of
over $600 million, and that it would agree to give Rocky a line of credit in the
amount of $40 million in exchange for 20,000,000 shares of Rocky common stock to
Marathon  Corporation  with  rights  of  registration.

Brooks  also  stated  that in order to obtain the financing, Rocky would have to
put  up  $100,000  for  various fees up front.In response to Rocky's request for
credit references and documentation, Defendant Brooks, on or about May 23, 2002,
delivered to Rocky documents ostensibly from Ernst and Young and from Union Bank
of  Switzerland  which appeared to be authentic, but which were determined to be
fake  and  fraudulent  several  months  later,  as  well  as a Credit Agreement,
ostensibly  for  the  granting  of  credit  of  $40,000,000 to Rocky by Marathon
Corporation.

After  reviewing the documentation, the Credit Agreement was signed on behalf of
Rocky  who then wired $100,000 at Defendant Brooks direction.  Of this $100,000,
it  was  later  discovered  that  Defendant  Russo  received  at  least $12,500;
Defendant  Melina  received  at  least $12,500 and Defendant Danning received at
least  $25,000.

As  a  result  of  the  representations  made  and  the  Credit Agreement, Rocky
attempted to proceed with acquisitions of B,C&D properties from the credit line.
Along  this  line,  a  check  was  issued  by Marathon Corporation and signed by
Defendant  Brooks  for  $3,000,000  to  fund this acquisition.  On approximately
August  7,  2002, the check was returned for non-sufficient funds.  Prior to the
return  of the $3,000,000 check, Defendants Russo, Melina, and Brooks acquired a
total  of  8,000,000  shares  of  Rocky common stock from existing shareholders,
which  shared were escrowed with and through an attorney, Jim K. Choate, who was
introduced  to  Rocky  by  Defendant  Russo.

In  late August, Rocky determined that the $3,000,000 as well as the $40,000,000
were  a  fraud  and  demanded  that  any stock in the hands of Defendants Russo,
Melina  and/or  Brooks  be  returned.

The claims of Credit Agreements, and other funding have proved to be fraudulent,
Rocky  is demanding return of the $100,000 initial amount paid to Ron Brooks for
the Marathon Corporation line of credit and the 9,000,000 shares of stock issued
by  Rocky.

CURRENT  UPDATE

On  November  22,  2002,  Rocky  reached  agreement  on  recovery of 5.9 million
disputed  shares  with  Defendants  Sal  Russo,  SOS  Resources,  George Melina,
Consolidated  American Energy Resources Inc., Regent Consulting and Consolidated
American Finance Services Group LLC.  These parties mutually released each other
from  any  future  liability.

Rocky  will  continue its suit against Brooks, Marathon Corporation (no relation
to Marathon Oil Company or subsidiary of USX) and Danning for the balance of the
relief  sought. Russo, on behalf of SOS Resources and Regent Consulting, as well
as  Melina  for  Consolidated  American  Companies are joining Rocky in the suit
remaining  against  Defendant Brooks, Marathon Corporation and Danning, and give
their  support  to  the  decision  to  continue  the  action  against  them.

3.   ROCKY  MOUNTAIN ENERGY CORPORATION AND JOHN N. EHRMAN VS. CLYDE VANDERBROUK
     AND  DANIEL  SILVERMAN

On  September  16,  2002,  in  the  District  Court  of Harris County, Texas 190
Judicial District. Rocky Mountain Energy (Rocky) filed suit as plaintiff against
Clyde  Vanderbrouk  and  Daniel  Silverman,  defendants.

Plaintiff  Rocky  Mountain  Energy  Corporation  and  John  N.  Ehrman charge as
follows:

Defendants  Vanderbrouk  and  Silverman  both  were  officers  of  Regent Energy
Corporation  when  Plaintiff  Ehrman  was  the  President  and  CEO of the same.
Defendant  Vanderbrouk sent out anonymous letters to creditors of Regent stating
that  they  would  never  see  their  money  owed them by Regent, thus violating
fiduciary duty as an officer of Regent.  Silverman was befriended by Vanderbrouk
who  joined  him in activities designed to damage Regent. Silverman continued to
feed  confidential  information  to  Vanderbrouk  who  would then post it on the
internet  in  a  drive  to  push  the  company  out  of  business.


                                  Page 20 of 27
<PAGE>
In  May  of  2002,  Plaintiff  left  Regent  and began as President/CEO of Rocky
Mountain  Energy.  As  the  business  of Rocky developed and press releases were
being  made  concerning  signing  a  line  of  Credit with Marathon Corporation,
followed  by  the  acquisition  of  the B,C&D property, Defendants Silverman and
Vanderbrouk  made  statements  on  the  Internet  that  the  above  mentioned
transactions  did  not  occur and urged investors to short Rocky's common stock,
thus  doing  much  harm to the company.  The Defendants also alleged that Ehrman
was  involved  in  a "pump and dump" scheme.  This allegation is meritless since
Ehrman is subject to SEC Rule 144 for his ability to sell his restricted shares.
However,  resulting  from the assertions of Silverman and Vanderbrouk, a massive
short play was mounted, damaging the value of the stock of Rocky Mountain Energy
Corporation.

Rocky  is seeking relief as follows:  (1)where judgments against both Defendants
jointly  and severally for Rocky's damages in an amount in jurisdictional limits
of  this  Court;  (2)  exemplary damages as determined by the trier of the fact,
together  with  interest at the legal rate from date of judgment until paid; (3)
Costs  of  Court  and  interest  on such judgment until paid; (4) Such other and
further  relief  to  which  Plaintiff  may  be  justly  entitled;  (5) Permanent
injunctive  relief  to  stop  the  offensive  behavior.


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

Rocky Mountain Energy Corporation was formed when a company named Cavallo Energy
Corporation (a privately held corporation) merged into Emission Control Devices,
Inc.  (a  publicly  traded  company),  on  May  29,  2002.  The  name of the new
corporation  was  changed  to Rocky Mountain Energy Corporation and is listed on
the  OTCBB  with  the  symbol  RMEC.

Cavallo  Energy  was  formed on May 10, 2002 as a special purpose corporation to
merge with Emission Control Devices ("EMCD" OTCBB), a public company. On May 29,
2002,  Cavallo  reverse  merged  with  "EMCD"  and  formed Rocky Mountain Energy
Corporation,  a  public  company.  Cavallo  is  now a wholly owned subsidiary of
Rocky  Mountain  Energy  Corporation.

On  October  31, 2002, the Board of Directors authorized the repurchase of up to
8,000,000  of  its  shares of common stock representing approximately 30% of the
outstanding  trading shares. The purchases may be conducted from time to time on
the  open  market  or  in  private transactions.  The shares of common stock are
being  purchased  to  return  the  shares to treasury for corporate purposes and
improve  the  Company's  financial  position.

On  November  20,  2002, the Company announced that a ten percent stock dividend
will  be  payable  to shareholders of record as of Wednesday, November 27, 2002.
All  shareholders of record on November 27, 2002 as of the close of trading will
receive  a  10%  dividend  payable in common shares on their holdings of Company
common  stock.  The  ability  of the Company to pay any future cash dividends is
directly dependant on the available cash flow from operations.  Currently, there
is  no  excess  cash  flow  from  operations.

On January 2, 2003, the Company executed an agreement for public relations,
comprehensive business consulting and investor awareness programs with Boardwell
Financial.  The sum of ten million shares of RMEC stock was granted as
compensation under the agreement.

The Company likewise executed agreements with Larry Vindman and William Brantley
for web site design, implementation and upkeep and other services which involved
the payment of 1.5 million shares of RMEC stock.

The  Company  sold  500,000  freely  trading  shares  to  H&N LLC, an accredited
investor  at  $0.12/share.  Additionally,  the Company sold two separate lots of
400,000  and 500,000 shares respectively to Bordwell Financial at $0.1144/share.

On  February 5, 2003, the Company filed a Form S-8 whereby 7.6 million shares of
Company  stock  are  to  be given to employees and directors as compensation for
back  wages  and  to  consultants  for  fees.

On  January  17  and  January  21,  the  Company announced that it has cancelled
6,000,000  and  2,450,000  shares respectively, thereby reducing the outstanding
share  count  by  8,540,000  shares  of  its  common  stock.


                                  Page 21 of 27
<PAGE>
At December 31, 2002, the Company had approximately 2,100 shareholders of record
and 54,989,735 shares of its common stock issued and outstanding.  Approximately
25  million  shares  are  in  the  public  float.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None of the Company's notes are in default.  All notes that have been extended
beyond the original term as shown in Part I, Item 2.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There  were no items submitted to a vote of Security Holders since the inception
of  the  Company.

ITEM 5.  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


                                  Page 22 of 27
<PAGE>
                                   SIGNATURES
        Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


                                               ROCKY MOUNTAIN ENERGY CORPORATION


                                               By       /S/ JOHN N. EHRMAN
                                                  ------------------------------
                                                          John N. Ehrman
                                                          President and
                                                     Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1934, this report has
been  signed  below  by the following persons on behalf of the registrant and in
the  capacities  on  the  date  indicated.

     SIGNATURE                    TITLE                     DATE
     ---------                    -----                     ----

/S/ PAUL BORNSTEIN   Chairman of the Board, Director  February 14, 2003
-------------------
Paul Bornstein

/S/ JOHN N. EHRMAN   President, Chief Executive       February 14, 2003
-------------------  Officer and Director
John N. Ehrman


/S/ STEVE LIEBERMAN  Director                         February 14, 2003
-------------------
Steve Lieberman

/S/ MICHAEL PUGH     Chief Financial Officer          February 14, 2003
-------------------
Michael Pugh


                                  Page 23 of 27
<PAGE>
CERTIFICATIONS

                                CEO CERTIFICATION

I,  John N. Ehrman, certify that:

1.   I  have reviewed this annual report on Form 10-QSB of Rocky Mountain Energy
     Corporation;

2.   Based  on  my  knowledge,  this  annual  report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  annual  report;

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     annual  report;

4.   The  registrant's  other  certifying  officer  and  I  are  responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiary,  is  made known to us by others within those
          entities,  particularly  during the period in which this annual report
          is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  annual  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

5.   The  registrant's  other  certifying officer and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of  directors:

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls;  and

6.   The  registrant's  other  certifying  officer  and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  factors  that  could significantly affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date: February 14, 2003                        By       /S/ JOHN N. EHRMAN
                                                  ------------------------------
                                                          John N. Ehrman
                                                        President and Chief
                                                         Executive Officer


                                  Page 24 of 27
<PAGE>
                                CFO CERTIFICATION

I,  Michael  Pugh,  certify  that:

1.   I  have reviewed this annual report on Form 10-QSB of Rocky Mountain Energy
     Corporation;

2.   Based  on  my  knowledge,  this  annual  report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  annual  report;

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     annual  report;

4.   The  registrant's  other  certifying  officer  and  I  are  responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiary,  is  made known to us by others within those
          entities,  particularly  during the period in which this annual report
          is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  annual  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

5.   The  registrant's  other  certifying officer and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of  directors:

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls;  and

6.   The  registrant's  other  certifying  officer  and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  factors  that  could significantly affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date: February 14, 2003                                 /S/ MICHAEL PUGH
                                                  ------------------------------
                                                           Michael Pugh
                                                      Chief Financial Officer


                                  Page 25 of 27
<PAGE>